(b) POST-DELIVERY: If an Event of Loss occurs after delivery of
 the Aircraft to Lessee, Lessee will pay the Agreed Value to
 Lessor on or prior to the earlier of (i) ninety (90) days
 after the Event of Loss; and (ii) the date of receipt of the
 insurance proceeds in respect of that Event of Loss. Subject
 to the rights of any insurers and reinsurers or other third
 party, upon irrevocable payment in full to Lessor of that
 amount and all other amounts which are then due and owing to
 Lessor under this Agreement, Lessor will without recourse or
 warranty (except as to the absence of Lessor Liens) procure
 that Owner shall transfer to Lessee all right, title and
 interest in and to the Aircraft, all on an as is, where is,
 basis, and will at Lessee's expense, execute and deliver such
 bills of sale and other documents and instruments as Lessee
 may reasonably request to evidence (on the public record or
 otherwise) the transfer and the vesting of Owner's rights in
 the Aircraft in Lessee, free and clear of (x) all rights of
 Owner and Lessor and (y) all Lessor Liens. The receipt by
 Lessor of the insurance proceeds in respect of the Event of
 Loss on or prior to the date required pursuant to this Clause
 11.1(b) shall discharge Lessee from its obligation to pay the
 Agreed Value to Lessor, provided such proceeds are not less
 than the Agreed Value and are available to Lessor to be
 applied to pay such Agreed Value and any excess of insurance
 proceeds (and any other amounts if any, paid to Lessor by or
 on behalf of Lessee) over and above the Agreed

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